The Memoirs of Alfred TC Pennyworth, Esquire
by caballlah
Summary: Alfred recalls some of his time in Bruce Wayne's employ-as well as the many lovely ladies he's also 'served under.'
1. Chapter 1

February 3rd, 2018

 _Had Master Dick and Master Jason over today on business. Served cucumber slices and some soup I had in the crockpot, as I had little time to prepare. Nonetheless, the meal met with their approval. Jason, in his zeal for uncouth behavior, raised an interesting point when he inquired as to why I persisted in my current employment. He reasoned that I could've reported Master Wayne to the authorities ages ago, had him committed, and continued as the executor of the estate with my ward safely ensconced. My duties would be far less dangerous, taxing, and unconventional, while I would've acted not at all ignobly by societal standards._

 _Dick somewhat conceded the point, and asked why indeed I had chosen to support Master Wayne rather than put a stop to the vigilante activities to which at many points I have vigorously objected. The question brought to mind an occurrence far earlier in Master Dick's career, while he was still the child Robin rather than the man Nightwing. Master Bruce, though constant as the North Star in many and often negative respects, was less experienced, more cocksure, and even, it must be said, somewhat more fit than age and depreciation will allow him to be today._

 _Barbara Gordon was then Batgirl, Master Dick's fellow assistant under Batman's leadership, but also—if you'll pardon the colloquial expression—something of a 'third wheel'. Master Wayne had decided that she was too inexperienced to accompany Robin and himself against the more dangerous criminals such as the Joker. Thus, Ms. Gordon was 'benched,' as it were. I came upon her in the Batcave. Master Wayne had given her her own special entrance to it, miles away from the manor, as his true identity was still hidden from her. For that reason, I was obliged to wear a rather silly domino mask as I attended her. As the man said, hi-ho Silver, away._

When Alfred brought down refreshments for Batgirl, he found her working the punching bag. She'd taken her cape and cowl off, which Bruce might disapprove of—what was the point of training if you were without all the conditions you'd have in the field?—but Alfred doubted honing her skills was strictly speaking what Barbara had in mind.

She was dancing around the heavy bag, punching it savagely, muttering disparaging comments toward his masters. Alfred's gaze roved up and down the girl's body. What he saw was very pleasing to the eye. She was five feet four inches, and a little over one hundred pounds. Innocent and young, with adorable freckles fully revealed with her mask off, as well as frizzy red hair, disheveled from her cowl. She was petite, slender, and fine-boned, while the yellow bat on her chest drew attention to her curving breasts and the authentic way they jiggled as she bounced around. Paradoxically, her trim ass barely so much as rippled as she danced, so taut with muscle was it.

Alfred cleared his throat. "I take it you disagree with the master's command decisions."

"No," Barbara replied. "Yes! I mean, I know the Joker is dangerous and all, but doesn't that just mean they could use my help anymore? I wouldn't get in the way—at least, I don't think I would get in the way." Groaning, she delivered a rapid-fire combo to the punching bag. "Ugh! I guess I'm just steamed that they don't think I'm ready, so I'm steamed that I'm _not_ ready and I have to just sit here while they go off and have all the fun."

"Take it from someone who both 'sits here' and cleans up after 'all the fun'—there's a great deal of hard work to be done right here, long before and after the fisticuffs. And it is every bit as important as your thrilling heroics… with respect, Ms. Gordon."

"Sorry, Jeeves," she said, not knowing his name. "I didn't mean to imply what you do isn't important."

"Of course not. You're merely overwrought. I find that sometimes, the more one tries to vent their anger, the more anger is then produced."

Barbara looked at her hands. "And I'd so like to be ready, but all I'm doing is wearing out my gloves, aren't I?"

"I fear that to be the case, Ms. Gordon. Might I suggest a less energetic way of releasing your stress? A drink, perhaps?"

"I don't think you have a drink strong enough for me. All of this has me wishing the Joker was here right now so I could show all three of you that I can knock his teeth in."

"I don't believe that disagreeable gentlemen's teeth are what you need worry about. But you have a point—strenuous exercise might suffice at dispelling the tension you feel."

"But no hitting, right. I suppose I could run the obstacle course. How about it, Jeeves? What do you people do for fun around here?"

"Well, I can't speak for my charges, but when an enchanting young lady such as yourself is about, I endeavor to find an activity both guest and host might find stimulating."

And with that, Alfred reached down to the fly and lowered his zipper. Barbara could only watched, shocked, as it dropped to its lowest extension. Now she could see the bulge his prick made, even slack, against his boxers. And then Alfred reached into his undergarments and drew out its full length and width, revealing himself to be thirteen inches long and rapidly hardening, even growing!

"Oh my God… is that… that cannot be real… you're like a… shit… I never thought _you'd_ be the one who…"

Alfred only smiled genteelly. He'd noticed that young Miss Gordon had nursed a crush on both Master Dick, who returned her affection, and even the unattainable Dark Knight. The mystery and excitement they represented to her could not be overstated. But it applied to him as well, as soon as he made her see him in a sexual light.

Grasping the collar of her costume, he pulled her to him. Her lips came up to his, parting against his mouth, and her tongue yielded to his determined suction in a long, domineering kiss. When it was done, Barbara ducked her head, and saw that his manhood was indeed reaching a full size it had not been at before.

"That thing has to be fifteen inches," she breathed.

"I would prefer the metric," Alfred said, "but yes, that would be the standard measurement. I imagine it'll take some doing to fit to your tiny cunt, but where there's a will, Miss Gordon, where there is a will!"

Moving the hand hooked on her neckline only slightly, he located the zipper at her clavicle and pulled it down all the way to her belly. Barbara could only shuffle about and moan gently as he stripped her, tearing her utility belt away and then opening up the crotch of her costume. He left her mostly inside its skintight confines. Alfred was under no illusion he was making love to Barbara Gordon at the moment. No, he was fucking Batgirl.

He pulled her to him again, and this time her crotch was bare, there was nothing to keep her from feeling the hardness of his manhood against her naked flesh. His breath hitched with excitement as his cockhead slipped slowly into her slick warmth. Holding Barbara steady and pushing evenly, he forced his engorged cockhead into her sex, tight and little though it may have been.

"Wait, wait, Jeeves!" she whimpered, clinging tightly to him even as she urged separation. "Please, take it easy, take it… your cock's so fucking big…" She was half fearful and half impressed.

Ignoring the girlish whinging of her plea, Alfred continued until he'd stuffed almost half of his brutal length into her little pussy. Admittedly, she was cruelly stretched by the effort, but the feeling was sensational. He imagined she was feeling it quite intensely as well, and he'd learned that a bird valued intensity no matter what she might spew.

"No, stop!" she cried out. "You're too big! It's too big!"

"Too big for your little cunt?" Alfred asked solicitously, getting a big nod in agreement from her. "Don't worry, Miss Gordon. We'll soon have that fixed."

He kept driving and twisting his massive prick until the entire length of it was deeply buried in Barbara. She was so widely stretched, he could feel her walls clinging to his shaft like cellophane.

"God, oh God!" Barbara shrieked. "Take it out! It hurts! IT HURTS!"

"Don't worry," Alfred assured her. "It's coming out."

He slowly began withdrawing his cock until only the tip remained inside her, Barbara sobbing with relief. Then, with a wild lunge, he drove all of his length up into her tight little hole again. Barbara screamed at the top of her lungs, the sound echoing through the cave, cajoling a swarm of bats into flight. They swirled about the cavern as Alfred drew himself out and thrust back in again and again.

Pinned against the punching bag by his heavy body, Alfred's huge cock deeply stabbed into her cunt, Barbara could do nothing but accept the brutal punishment her pussy was taking. As Alfred continued fucking his oversized prick into Barbara, her inner muscles began to relax. She was soon feeling sparks of pleasure. With the initial pain slowly disappearing into the pleasant friction, her sex began to tingle with excitement.

Yet still she persisted. "Stop, stop," Barbara moaned with pleasure.

Alfred almost laughed out loud at her silly plea. She no more wanted him to stop than she wanted her head shaved. She wanted to be fucked and she wanted to come. He'd never seen a body more desperate for it. Just to prove his point, he released her. He even took a step back and reached down to redo his zipper.

Barbara's eyes were glassy, her words confused. "Why are you… what'd you stop for?"

"As the saying goes, I do take requests."

"No, no, keep going!"

Alfred's eyes gleamed wickedly from behind his mask as he regarded her, giving the knife one last twist. "But you asked for me to stop?"

"Why start listening to me now?" Barbara insisted.

Alfred smiled, even chuckling good-naturedly. Women. And American women, at that. And most especially redheads.

"Down on all fours," he said, and Barbara was surprised to hear how controlled his voice was even with fifteen inches of hard cock jutting out from his groin. His authoritative tone made her even more eager to obey than her hot cunt already had her.

He knows what he's doing, she thought, lowering himself down as he'd instructed. He must have fucked dozens of women in his day, the dog. The suave English act must've had them lining up in droves.

She got down all the way, pressing her chest down until her hot, hard nipples were brushing the cave floor. Inversely, her ass raised. At first, she held her thighs locked together. Then—with Alfred's gaze burning on her trembling flesh—she felt compelled to spread her legs. She felt wicked as she did it, the knowledge that his lecherous eyes were feasting on her bare cunt making her wild with excitement.

"I can't believe what I'm doing," she groaned. "You can't tell anyone about this…"

"Your ass—higher, please."

Again she obeyed, thrusting her ass up and folded her knees under her. Her shoulders were braced against the ground.

He positioned himself behind her, his knees inside her. Gripping her waist, Alfred pulled her hips higher. As they moved, his stiff and throbbing cock rubbed between her thighs. Barbara gasped, expecting him to penetrate her at any moment, but instead he leaned over and kissed her shoulder. She squirmed and moaned, wishing he were still fucking her standing up. Alfred made several jabs forward with his pelvis, but while he touched her pussy, he never quite entered her.

"Don't tease!" Barbara pleaded. "I'll do anything, just don't tease!"

And just then, Alfred drove himself in to the hilt. Barbara's eyes widened at the depth of the penetration, but in a split-second she was smiling and rotating her hips to grind him in deeper. Again and again he took her, drawing back until only his glans remained inside her, then giving her all of himself. For minutes, Barbara played host to his strong, lunging strokes. When she orgasmed, she was barely able to separate her apocalypses of ecstasy from the simple pleasure of his cock completely filling her.

Soon she was squirting, her juices running down her splayed thighs. Alfred could smell her sultry hot arousal with every breath he took. It was time. He gasped loudly and let his cock fire. "Take it, you little cunt!" he growled, feeling the bubbling globs of cum spurting out of him. "Take my cum until it's spilling out of your cocksucking lips!"

And Barbara felt the first of his scalding cum splatter deeply into her sex. "Mmmmmmm!" she gasped, sensing another of her own climaxes about to explode. "That's… good… so good… keep fucking me like that… hard… I, I…"

As her orgasm engulfed her, sending shivers of raw release throughout her body, Alfred sat back on her haunches and pulled Barbara with him. She was now sitting in his lap as he hammered up into her wildly.

"Take it, bitch! Oh, shit yes, you whore, take this cock!"

As more of his seed plowed ahead of his cock into the depths of her womanhood, Barbara felt a new, even more intense burst of pleasure. The rippling ecstasy burned wildly around her opening, but didn't stop there, inflaming every cell of her body.

"Oh! Oh! Oh!" she cried, throwing her head back and gasping for air. "God, fuck me full, you bastard! Yes… give me… all of it!"

Alfred gave a final hump into her as he jerked her down on his manhood. As the last of his boiling cum flew up between her pussy lips, he stopped moving altogether, panting against the back of her neck.

"God, Jeeves!" Barbara gasped, watching in disbelief as a seemingly endless supply of his cum ran down her wide-open pussy lips and down onto Alfred's balls, which looked big as baseballs even now. "Where did that come from? I don't think I can fucking walk!"

"I wasn't always a butler, my young dear," Alfred replied, his voice once more calm and dignified. "Although I have been servicing young women such as yourself for a very long time."

"Well, you haven't lost a step… let's keep this to ourselves, huh? That was fun, but shit, you're old enough to be my dad."

"It will be our little secret," Alfred assured her. "As will any other occasions when you might need to 'blow off some steam'."

"Good," Barbara said. "Because I think I still have a little tension left in my ass."

Alfred smiled warmly at her. "You know the position, Miss Gordon."


	2. Chapter 2

_March 5th, 2018_

 _A quiet day today, as Master Bruce was away from the manor until nightfall, when of course he resumed his nocturnal rampage against crime. He was, I believe, out with Ms. Kyle, in whose company he had been since the day before. Their relationship is coming along quite nicely, resurrecting old hopes of mine that there might be another generation of Waynes besides the young Damian and those who the master has recruited. Oh, what I wouldn't give to change a diaper in my twilight years._

 _However, relations between Master Bruce and the infamous thief known as the Catwoman were not always so cordial. Not too long ago, Catwoman was little more than another member of the Batman's abhorrent rogue's gallery, even if she never stooped to some of her fellows' more abominable deeds. And as the saying goes, lie down with dogs, wake up with fleas. Miss Kyle incurred the wrath of Killer Croc, who in those days was quite the kingpin. Brutal and brilliant in equal measure, he put a bounty on her head that had her alone and on the run._

 _Master Bruce, with typical sangfroid, cut the Gordian knot by taking her into his own custody. He'd become quite good, over the years, at capturing her when he wanted to. As any police station holding her could be laid siege to, he instead took her to the Batcave—in such a manner as not to reveal the secret of its location, of course. Thus, once more my trusty domino mask was called into play, as I was given the task of guarding the estimable Selina Kyle while Master Bruce sought to cut off the head of the snake, or rather, the crocodile._

Catwoman was looking some the worst for wear when Alfred brought her a change of clothes. Surviving the attacks of her turncoat colleagues had not only left her battered and bruised, but with a tattered costume. Half of her cowl was gone, allowing her long dark hair to spool over one shoulder, and a great swath had been ripped from the belly of the catsuit, exposing the lean muscles of her abdomen. As if that weren't enough, the zipper had been broken. The fastener remained up at her neck, but below it, her costume had ripped open alongside the chain, leaving a wide oval of her flesh exposed down to her belt.

"Something to change into, madam," Alfred said, laying the stacks of clothes in the drawer that could be sent into Selina's cell. The large glass tank made Selina look like an exhibit in her zoo, much like one of her namesakes. "Nothing too fashionable, I'm afraid, but better a plain outfit than catching a chill."

"Yeah, yeah," Selina spat, "everyone knows what's best for me."

Standing in front of Alfred with only the reinforced glass to separate them, she seized her zipper and made to pull it down, only to remember that the entire strip was hanging uselessly on one side of her yawning costume. Instead, she began tearing her way out of her costume. Underneath, she wore lingerie and fine hosiery, the thin nylon straps of her garters revealed in fetishistic detail as she scalped her shredded costume down her long legs. She ended up in her skimpy underwear, facing Alfred with her hands on her hips. Appropriately, considering her former profession, the panties were crotchless.

He could see that she had dyed her carefully trimmed pubic hair a regal purple.

"I can handle myself, butler. If your fruitcake boss hadn't locked me up, I'd either have Croc's head on a platter or be halfway to Mexico by now."

"I do not believe either outcome would be satisfactory to the master," Alfred said, sliding the drawer into Selina's space. "You are still wanted in connection with numerous crimes, although the resolution of that issue is between the two of you."

"Yeah, you just make the coffee, right?" Selina looked at the simple linen garments which were to clothe her and sneered. " _I'm fine._ "

"I dare say that owes quite a bit to the Batman. You were in the process of being corralled by Two-Face's torpedoes when he happened upon you, were you not?"

" _I could've handled it,"_ Selina insisted, jerking a finger at Alfred. He was hard-pressed not to notice how her large breasts bounced with the violent gesture, even within her bra—obviously quite tight. "The Bat's just such a control freak he can't bear the thought of me getting along without his say-so."

"I'll thank you not to speak of my employer in such a manner. He has his flaws, but he is in the process of doing his utmost on your behalf."

Selina blew out a puff of air desultorily. "You're all heart. Let me out of this bullshit and I'll go thank him."

Alfred took a deep, cleansing breath. Master Bruce and this woman were truly well-matched—a pair both alike in stubbornness. "Perhaps, Ms. Kyle, something to occupy your time? I find that on occasions such as this, returning to an old hobby can be a balm on the restless spirit."

"What'd you have in mind, butler? A scratching post?"

Alfred stepped into the sally port that arranged entry into the cell. Selina had already been informed of the uselessness of trying to escape that way. The outer door would only open if the inner door was securely fastened, and the same applied for the inner door with the outer door. And if Selina was in the sally port without a special code of Batman's having been entered, the doors would both seal.

"As I said, madam. An old hobby." The outer door closed and the inner door opened to reveal that Alfred's fly was undone. Fifteen inches of cock fell out of his pants. "I believe you have extensive experience with this type of work. Rather a busman's holiday, one might say."

And so Selina found herself staring, her luminous eyes unable to look away from the gargantuan erection being offered her, already larger than any she had seen before and now growing larger, swelling with lust for her as Alfred openly leered.

And he was right. She was a whore.

"Alright, butler. You've got the right equipment. Now let's see if you can use it."

She led him to the cell's cot and told him to sit down, then knelt down on the floor between his legs. She moved her face close to his groin. She breathed deeply. For such a dignified man, his scent was musky as an ape.

"Then again, maybe I should use it first."

She moved her mouth close to his balls, sticking out her tongue. It lapped over every inch of his left ball. Then she moved to his right, her tongue slinking back into her mouth as she gave that orb a puckered kiss instead.

She traveled up to the base of his cock, repeating the change-up. She ran her tongue all around the saltpeter hair around his root, then kissed the wet flesh, not stopping, but running her kisses up the underside of his prick.

Nearing the cockhead, she tongued the sensitive spot just underneath the glans with all the intensity she could. If Alfred were a premature ejaculator, she'd have caught him then, but all she got was a soft groan from his lips and a dollop of precum from his tip. She moved her tongue over his slit several times, licking away the precum, then lavishing its source with attention. As she kissed away the last of the precum, she took the head of his cock into her mouth. Her lips clamped tightly around it. It was hers now.

Just when she was starting to work up a hunger for his cum in her avidly sucking mouth, Alfred stood up, pulling his cock from her mouth. A drooling string of saliva now trailed from the plump lower lip of her empty mouth.

Like a dancer executing some elaborate step, he ducked out of the way as he nudged her forward, slipping her down onto her stomach upon the bed. Now behind her, he placed his hands on her waist and lifted her hips.

Doggy style, huh? She thought. The moment you call yourself Catwoman…

Then she felt his cock pressing against the tightened entrance to her ass. He was going to fuck her there!

"Wait!" she screamed. "Not that! Not there!"

"Not yet," was all he said. "You're too dry."

He touched her ass with the tip of his finger, bopping her anus, which felt like it was the size of a thimble. Then he let his finger trail down to her pussy, circling it in the damp curls of her pubic hair. When his fingertip was slipping wetly over her labia, he traced his way back up to her rectum and inserted his lubricated finger. Selina groaned, but his other hand slid around her hips, touching her clit from above with deft manipulation. Now she moaned, shocked by how aroused she became, and how fast. The butler knew how to touch her, she conceded.

Alfred kept at it with diligent effort, rubbing her clit to soothe her, fingering her sex for lubrication, and driving his finger into her anus, each time a little further, feeling the tight elastic ring growing weak in its defense.

"Let's give this kitten a tail."

Then he was pressing his cock once more between her buttocks, wedging his oversized manhood into the opening of her orifice.

"No!" Selina shrieked, feeling the searing pain of her rectum starting to stretch. Even as a hooker, she'd let no one do that!

But Alfred did, making the ring of her asshole give little by little, heedless of how Selina felt she was being split open.

"Too big! Too big!" she whined, jerking furiously, trying to dislodge him.

But Alfred was shockingly strong and he kept his cock jammed against her anus, keeping at it until her rectum could do nothing but open and admit more of his impaling member.

Selina buried her face into the mattress of the cot, biting into the sheets like a wild animal while tears streaked from her eyes.

"No need to pretend," Alfred groaned excitedly, still working at her, working his way in. "It's just you and me—you can admit you love it. Don't you, Ms. Kyle? You love being fucked in the ass!"

"No, no!" Selina shouted. "I don't! You're too big, I can't—can't take it!"

"Yet you are taking it, Ms. Kyle. You will!"

He surged even more forcefully into her ass. The pain was like fire, no, hotter. She was being torn apart and her only certainty was that it couldn't get worse, that nothing could hurt more than this.

And indeed, she was growing accustomed to the pain. In fact, she was reawakened to the thrill of Alfred's free hand working her pussy. The difference in sensation between her cruelly stretched asshole and her hotly aroused cunt seemed impossible. Selina wondered dizzily how a woman could feel both at once.

As if in answer, the red-hot pain diminished in her ass. She was even more bewildered. Alfred was jammed all the way up her ass, fucking her there, but the pain was fading. How could what felt like a mortal wound now be… be… shit, she was actually working her hips back against him.

"Mmmm! Ah! Mfff!" she moaned.

Her anal passage was gripping his cock, hard spasms around it making her feel things she never had before. She bucked up at Alfred willingly now, loving him, longing for him to fuck her even harder and needing his cum in her ass. His hand on her clit was driving her wild. She was going to come at any second.

The orgasm rocked her suddenly—her stomach tensed, her spine arched, her fingernails ripped through the streets like the cot was indeed a scratching post. Her buttocks clutched. Never before had she been so—submissive. Not just to him, but to the feelings she was experiencing. Her anal passage contracted with such force that she almost feared she would crush his manhood, only from what she could remember in her hazy state, it was much too large for that. Alfred continued to sodomize her, continued to finger her cunt. She wasn't a cat anymore, she was a bitch in heat.

"I love it, I love it, I love your cock!" Selina choked as she took him up the ass, his able fingers teasing the hardness of her engorged clitoris.

Everything was blurry; the room was spinning. White hot flashes of sweet pain interspersed with pleasure as she felt her climax approaching. She could feel his fingers and his dick pushing against each other through the thin wall that separated her pussy and her ass. She cried out, a mindless wail, and came, came for him.

"Oooohhh! _Aaaggh!"_ Her clitoris throbbed hotly and began to drum out another climax. She raked her fingernails across the tears she'd made in the sheets, further ripping them into tattered shreds. Her hands reached down to her spasming cunt and she pressed her fingers down hard on her quaking clitoris. She felt Alfred's fingers beneath hers. Their fingers met and intertwined. She screamed louder, a garbled sound of insanity. Alfred groaned passionately.

"I can't hold back! I'm coming too!"

Her wildly contracting anus received the first jet of semen from his pounding cock. She could feel the hot spurt sailing inside her, oiling her passage and smearing around his tight-fitting member.

"Give it to me! I'm your whore!" Selina screamed as more escaped his balls, leaping up his shaft to fill her anus. It quickly overflowed and trailed warmly down to her pussy, where it scalded her like melted butter.

Alfred bit lightly at her neck, giving her a possessive hickey as his sperm kept pumping out of him. His gratified moans spurred her lust, and Selina came harder than ever. It was indulgent and sinful and she couldn't stop.

Selina thrust her legs out stiffly before losing control of them, and they fell to kneel on the floor as her torso collapsed flat onto the cot. Alfred fell outstretched on top of her, burrowing his cock into the furthest depths of her ravished ass.

When he'd finally finished, Selina felt more drained than he possibly could.

She was in a stupor, a contented trance, and she hardly realized that Alfred had pulled out of her and wiped his wet fingers on her garters. She vaguely heard him zipping up and she was aware that he was wishing her goodnight as he pulled the cot's sheets over her. She said nothing in reply to the man who had taken her to peaks of sexual ecstasy that she had never thought possibly.

Then he was gone.

Selina lay unmoving on the scraps of the semen-stained sheets, hardly believing that it had really happened. But the soreness in her ass and the happiness in her sex proved it.

She had been fucked by Batman's butler.

* * *

"Yes, Master Wayne, Miss Kyle is proving to be no trouble. After throwing a bit of a fit, she calmed down a great deal and simply went to sleep. We'll need a new cot for the cell, but otherwise I've had no problems."

"Really? I thought she'd be more of a pain in the ass."

"Oh, no, sir, it wasn't like that at all. Not at all."


End file.
